SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20546 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 18, 1997 LIBERTY PROPERTY TRUST LIBERTY PROPERTY LIMITED PARTNERSHIP ------------------------------------ (Exact name of registrant as specified in its charter) MARYLAND 1-13130 23-7768996 PENNSYLVANIA 1-13132 23-2766549 -------------------------- --------------- ------------------- (State or other jurisdiction (Commission (I.R.S. Employer of incorporation) File Number) Identification No.) 65 VALLEY STREAM PARKWAY, SUITE 100 MALVERN, PENNSYLVANIA 19355 ------------------------------------------ --------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (610) 648-1700 ITEM 5: OTHER EVENTS - ---------------------- On March 18, 1997, Liberty Property Trust priced a public offering of 7,500,000 of its common shares of beneficial interest, par value $0.001 per share (the "Common Shares"), at $24.50 per Common Share. Lehman Brothers, Donaldson Lufkin & Jenrette Securities Corporation, Alex. Brown & Sons, Inc., The Robinson-Humphrey Company, Inc. and Wheat First Butcher Singer (collectively, the Underwriters) acted as underwriters of such offering and have been granted by the Trust a 30-day option to purchase up to an additional 1,125,000 Common Shares, solely to cover over-allotments, if any. The Underwriting Agreement relating to such offering is filed as Exhibit 1.1 to this Report. ITEM 7: FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS - --------------------------------------------------------------------------- (a) Financial Statements of Businesses Acquired. None. (b) Pro Forma Financial Information. None. (c) Exhibits. 1.1 Underwriting Agreement, dated March 18, 1997, by and among the Trust, Liberty Property Limited Partnership and the Underwriters. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, each Registrant has duly caused this Report to be signed on its behalf by the undersigned hereunto duly authorized. LIBERTY PROPERTY TRUST Dated: March 21, 1997 BY: /s/ GEORGE J. ALBURGER, JR. ---------------------------------------- NAME: George J. Alburger, Jr. TITLE: Chief Financial Officer LIBERTY PROPERTY LIMITED PARTNERSHIP BY: LIBERTY PROPERTY TRUST, SOLE GENERAL PARTNER Dated: March 21, 1997 BY: /s/ GEORGE J. ALBURGER, JR. ---------------------------------------- NAME: George J. Alburger, Jr. TITLE: Chief Financial Officer EXHIBIT INDEX 1.1 Underwriting Agreement, dated March 18, 1997, by and among the Trust, Liberty Property Limited Partnership and the Underwriters.